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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Gap Inc | NYSE:GPS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
1.00 | 5.04% | 20.83 | 20.85 | 19.95 | 20.21 | 4,018,598 | 19:34:51 |
☑
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
94-1697231
|
(State or other jurisdiction
of incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
Two Folsom Street, San Francisco, California
|
|
94105
|
(Address of principal executive offices)
|
|
(Zip code)
|
Large accelerated filer
|
☑
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
|
|
|
|
|
|
Emerging growth company
|
☐
|
•
|
the impact of the adoption of new accounting standards;
|
•
|
recognition of unrealized gains and losses from designated cash flow hedges into income;
|
•
|
the impact of the potential settlement of outstanding tax matters;
|
•
|
the impact of losses due to indemnification obligations;
|
•
|
the outcome of proceedings, lawsuits, disputes, and claims;
|
•
|
the impact of continuing depreciation of certain foreign currencies on gross margins for our foreign subsidiaries;
|
•
|
current cash balances and cash flows being sufficient to support our business operations, including growth initiatives and planned capital expenditures;
|
•
|
ability to supplement near-term liquidity, if necessary, with our $500 million revolving credit facility or other available market instruments;
|
•
|
the impact of the seasonality of our operations;
|
•
|
dividend payments in fiscal 2017; and
|
•
|
the impact of changes in internal control over financial reporting.
|
•
|
the risk that we or our franchisees will be unsuccessful in gauging apparel trends and changing consumer preferences, including channel preferences;
|
•
|
the highly competitive nature of our business in the United States and internationally;
|
•
|
the risk that failure to maintain, enhance, and protect our brand image could have an adverse effect on our results of operations;
|
•
|
the risk that the failure to attract and retain key personnel, or effectively manage succession, could have an adverse impact on our results of operations;
|
•
|
the risk that trade matters could increase the cost or reduce the supply of apparel available to us and adversely affect our business, financial condition, and results of operations;
|
•
|
the risk that changes in the regulatory or administrative landscape could adversely affect our financial condition, strategies, and results of operations;
|
•
|
the risk that our investments in digital and customer initiatives may not deliver the results we anticipate;
|
•
|
the risk that if we are unable to manage our inventory effectively, our gross margins will be adversely affected;
|
•
|
the risk that we are subject to data or other security breaches that may result in increased costs, violations of law, significant legal and financial exposure, and a loss of confidence in our security measures, which could have an adverse effect on our results of operations and our reputation;
|
•
|
the risk that foreign currency exchange rate fluctuations could adversely impact our financial results;
|
•
|
the risks to our business, including our costs and supply chain, associated with global sourcing and manufacturing;
|
•
|
the risk that changes in global economic conditions or consumer spending patterns could adversely impact our results of operations;
|
•
|
the risks to our efforts to expand internationally, including our ability to operate under a global brand structure and operating in regions where we have less experience;
|
•
|
the risks to our reputation or operations associated with importing merchandise from foreign countries, including failure of our vendors to adhere to our Code of Vendor Conduct;
|
•
|
the risk that our franchisees’ operation of franchise stores is not directly within our control and could impair the value of our brands;
|
•
|
the risk that we or our franchisees will be unsuccessful in identifying, negotiating, and securing new store locations and renewing, modifying, or terminating leases for existing store locations effectively;
|
•
|
the risk that comparable sales and margins will experience fluctuations;
|
•
|
the risk that changes in our credit profile or deterioration in market conditions may limit our access to the capital markets and adversely impact our financial position or our business initiatives;
|
•
|
the risk that updates or changes to our information technology (“IT”) systems may disrupt our operations;
|
•
|
the risk that natural disasters, public health crises, political crises, or other catastrophic events could adversely affect our operations and financial results, or those of our franchisees or vendors;
|
•
|
the risk that reductions in income and cash flow from our marketing and servicing arrangement related to our private label and co-branded credit cards could adversely affect our operating results and cash flows;
|
•
|
the risk that adoption of new accounting pronouncements will impact future results;
|
•
|
the risk that we do not repurchase some or all of the shares we anticipate purchasing pursuant to our repurchase program; and
|
•
|
the risk that we will not be successful in defending various proceedings, lawsuits, disputes, claims, and audits.
|
|
|
Page
|
|
|
|
|
|
|
Item 1.
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
Item 2.
|
||
|
|
|
Item 3.
|
||
|
|
|
Item 4.
|
||
|
|
|
|
|
|
|
|
|
Item 1.
|
||
|
|
|
Item 1A.
|
||
|
|
|
Item 2.
|
||
|
|
|
Item 6.
|
Item 1.
|
Financial Statements.
|
($ and shares in millions except par value)
|
October 28,
2017 |
|
January 28,
2017 |
|
October 29,
2016 |
||||||
ASSETS
|
|
|
|
|
|
||||||
Current assets:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
1,353
|
|
|
$
|
1,783
|
|
|
$
|
1,522
|
|
Merchandise inventory
|
2,476
|
|
|
1,830
|
|
|
2,398
|
|
|||
Other current assets
|
654
|
|
|
702
|
|
|
751
|
|
|||
Total current assets
|
4,483
|
|
|
4,315
|
|
|
4,671
|
|
|||
Property and equipment, net of accumulated depreciation of $6,041, $5,813, and $5,900
|
2,686
|
|
|
2,616
|
|
|
2,662
|
|
|||
Other long-term assets
|
726
|
|
|
679
|
|
|
674
|
|
|||
Total assets
|
$
|
7,895
|
|
|
$
|
7,610
|
|
|
$
|
8,007
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
||||||
Current liabilities:
|
|
|
|
|
|
||||||
Current maturities of debt
|
$
|
—
|
|
|
$
|
65
|
|
|
$
|
424
|
|
Accounts payable
|
1,330
|
|
|
1,243
|
|
|
1,413
|
|
|||
Accrued expenses and other current liabilities
|
1,132
|
|
|
1,113
|
|
|
1,059
|
|
|||
Income taxes payable
|
134
|
|
|
32
|
|
|
19
|
|
|||
Total current liabilities
|
2,596
|
|
|
2,453
|
|
|
2,915
|
|
|||
Long-term liabilities:
|
|
|
|
|
|
||||||
Long-term debt
|
1,248
|
|
|
1,248
|
|
|
1,320
|
|
|||
Lease incentives and other long-term liabilities
|
1,027
|
|
|
1,005
|
|
|
1,046
|
|
|||
Total long-term liabilities
|
2,275
|
|
|
2,253
|
|
|
2,366
|
|
|||
Commitments and contingencies (see Note 11)
|
|
|
|
|
|
||||||
Stockholders’ equity:
|
|
|
|
|
|
||||||
Common stock $0.05 par value
|
|
|
|
|
|
||||||
Authorized 2,300 shares for all periods presented; Issued and Outstanding 389, 399, and 399 shares
|
19
|
|
|
20
|
|
|
20
|
|
|||
Additional paid-in capital
|
—
|
|
|
81
|
|
|
57
|
|
|||
Retained earnings
|
2,965
|
|
|
2,749
|
|
|
2,621
|
|
|||
Accumulated other comprehensive income
|
40
|
|
|
54
|
|
|
28
|
|
|||
Total stockholders’ equity
|
3,024
|
|
|
2,904
|
|
|
2,726
|
|
|||
Total liabilities and stockholders’ equity
|
$
|
7,895
|
|
|
$
|
7,610
|
|
|
$
|
8,007
|
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ and shares in millions except per share amounts)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Net sales
|
$
|
3,838
|
|
|
$
|
3,798
|
|
|
$
|
11,077
|
|
|
$
|
11,087
|
|
Cost of goods sold and occupancy expenses
|
2,313
|
|
|
2,305
|
|
|
6,770
|
|
|
6,948
|
|
||||
Gross profit
|
1,525
|
|
|
1,493
|
|
|
4,307
|
|
|
4,139
|
|
||||
Operating expenses
|
1,147
|
|
|
1,104
|
|
|
3,224
|
|
|
3,249
|
|
||||
Operating income
|
378
|
|
|
389
|
|
|
1,083
|
|
|
890
|
|
||||
Interest expense
|
18
|
|
|
20
|
|
|
53
|
|
|
57
|
|
||||
Interest income
|
(4
|
)
|
|
(3
|
)
|
|
(11
|
)
|
|
(6
|
)
|
||||
Income before income taxes
|
364
|
|
|
372
|
|
|
1,041
|
|
|
839
|
|
||||
Income taxes
|
135
|
|
|
168
|
|
|
398
|
|
|
383
|
|
||||
Net income
|
$
|
229
|
|
|
$
|
204
|
|
|
$
|
643
|
|
|
$
|
456
|
|
Weighted-average number of shares - basic
|
391
|
|
|
399
|
|
|
395
|
|
|
398
|
|
||||
Weighted-average number of shares - diluted
|
393
|
|
|
400
|
|
|
397
|
|
|
400
|
|
||||
Earnings per share - basic
|
$
|
0.59
|
|
|
$
|
0.51
|
|
|
$
|
1.63
|
|
|
$
|
1.15
|
|
Earnings per share - diluted
|
$
|
0.58
|
|
|
$
|
0.51
|
|
|
$
|
1.62
|
|
|
$
|
1.14
|
|
Cash dividends declared and paid per share
|
$
|
0.23
|
|
|
$
|
0.23
|
|
|
$
|
0.69
|
|
|
$
|
0.69
|
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Net income
|
$
|
229
|
|
|
$
|
204
|
|
|
$
|
643
|
|
|
$
|
456
|
|
Other comprehensive income (loss)
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation
|
(5
|
)
|
|
(10
|
)
|
|
12
|
|
|
(1
|
)
|
||||
Change in fair value of derivative financial instruments, net of tax (tax benefit) of $2, $4, $(6), and $(5)
|
23
|
|
|
39
|
|
|
(20
|
)
|
|
(57
|
)
|
||||
Reclassification adjustment for (gains) losses on derivative financial instruments, net of (tax) tax benefit of $6, $-, $4, and $(6)
|
(1
|
)
|
|
—
|
|
|
(6
|
)
|
|
1
|
|
||||
Other comprehensive income (loss), net of tax
|
17
|
|
|
29
|
|
|
(14
|
)
|
|
(57
|
)
|
||||
Comprehensive income
|
$
|
246
|
|
|
$
|
233
|
|
|
$
|
629
|
|
|
$
|
399
|
|
|
39 Weeks Ended
|
||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
643
|
|
|
$
|
456
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
418
|
|
|
449
|
|
||
Amortization of lease incentives
|
(46
|
)
|
|
(47
|
)
|
||
Share-based compensation
|
60
|
|
|
55
|
|
||
Tax benefit from exercise of stock options and vesting of stock units
|
—
|
|
|
(4
|
)
|
||
Excess tax benefit from exercise of stock options and vesting of stock units
|
—
|
|
|
(1
|
)
|
||
Store asset impairment charges
|
17
|
|
|
89
|
|
||
Non-cash and other items
|
9
|
|
|
12
|
|
||
Deferred income taxes
|
(50
|
)
|
|
(10
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Merchandise inventory
|
(636
|
)
|
|
(513
|
)
|
||
Other current assets and other long-term assets
|
(60
|
)
|
|
(52
|
)
|
||
Accounts payable
|
55
|
|
|
294
|
|
||
Accrued expenses and other current liabilities
|
(46
|
)
|
|
10
|
|
||
Income taxes payable, net of prepaid and other tax-related items
|
188
|
|
|
80
|
|
||
Lease incentives and other long-term liabilities
|
48
|
|
|
(18
|
)
|
||
Net cash provided by operating activities
|
600
|
|
|
800
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of property and equipment
|
(463
|
)
|
|
(383
|
)
|
||
Insurance proceeds related to loss on property and equipment
|
60
|
|
|
—
|
|
||
Other
|
(3
|
)
|
|
(1
|
)
|
||
Net cash used for investing activities
|
(406
|
)
|
|
(384
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Payments of current maturities of debt
|
(67
|
)
|
|
—
|
|
||
Proceeds from issuances under share-based compensation plans
|
23
|
|
|
25
|
|
||
Withholding tax payments related to vesting of stock units
|
(15
|
)
|
|
(18
|
)
|
||
Repurchases of common stock
|
(300
|
)
|
|
—
|
|
||
Excess tax benefit from exercise of stock options and vesting of stock units
|
—
|
|
|
1
|
|
||
Cash dividends paid
|
(272
|
)
|
|
(275
|
)
|
||
Net cash used for financing activities
|
(631
|
)
|
|
(267
|
)
|
||
Effect of foreign exchange rate fluctuations on cash and cash equivalents
|
7
|
|
|
3
|
|
||
Net increase (decrease) in cash and cash equivalents
|
(430
|
)
|
|
152
|
|
||
Cash and cash equivalents at beginning of period
|
1,783
|
|
|
1,370
|
|
||
Cash and cash equivalents at end of period
|
$
|
1,353
|
|
|
$
|
1,522
|
|
|
|
|
|
||||
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Cash paid for interest during the period
|
$
|
76
|
|
|
$
|
80
|
|
Cash paid for income taxes during the period, net of refunds
|
$
|
260
|
|
|
$
|
318
|
|
($ in millions)
|
October 28,
2017 |
|
January 28,
2017 |
|
October 29,
2016 |
||||||
Notes
|
$
|
1,248
|
|
|
$
|
1,248
|
|
|
$
|
1,248
|
|
Japan Term Loan
|
—
|
|
|
65
|
|
|
96
|
|
|||
Total debt
|
1,248
|
|
|
1,313
|
|
|
1,344
|
|
|||
Less: Current portion of Japan Term Loan
|
—
|
|
|
(65
|
)
|
|
(24
|
)
|
|||
Total long-term debt
|
$
|
1,248
|
|
|
$
|
1,248
|
|
|
$
|
1,320
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||
($ in millions)
|
October 28, 2017
|
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
389
|
|
|
$
|
28
|
|
|
$
|
361
|
|
|
$
|
—
|
|
Derivative financial instruments
|
31
|
|
|
—
|
|
|
31
|
|
|
—
|
|
||||
Deferred compensation plan assets
|
46
|
|
|
46
|
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
466
|
|
|
$
|
74
|
|
|
$
|
392
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative financial instruments
|
$
|
20
|
|
|
$
|
—
|
|
|
$
|
20
|
|
|
$
|
—
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||
($ in millions)
|
January 28, 2017
|
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
697
|
|
|
$
|
256
|
|
|
$
|
441
|
|
|
$
|
—
|
|
Derivative financial instruments
|
58
|
|
|
—
|
|
|
58
|
|
|
—
|
|
||||
Deferred compensation plan assets
|
40
|
|
|
40
|
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
795
|
|
|
$
|
296
|
|
|
$
|
499
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative financial instruments
|
$
|
21
|
|
|
$
|
—
|
|
|
$
|
21
|
|
|
$
|
—
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||
($ in millions)
|
October 29, 2016
|
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
|
$
|
596
|
|
|
$
|
106
|
|
|
$
|
490
|
|
|
$
|
—
|
|
Derivative financial instruments
|
62
|
|
|
—
|
|
|
62
|
|
|
—
|
|
||||
Deferred compensation plan assets
|
41
|
|
|
41
|
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
699
|
|
|
$
|
147
|
|
|
$
|
552
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative financial instruments
|
$
|
49
|
|
|
$
|
—
|
|
|
$
|
49
|
|
|
$
|
—
|
|
($ in millions)
|
October 28,
2017 |
|
January 28,
2017 |
|
October 29,
2016 |
||||||
Derivatives designated as cash flow hedges
|
$
|
873
|
|
|
$
|
1,101
|
|
|
$
|
1,201
|
|
Derivatives designated as net investment hedges
|
30
|
|
|
31
|
|
|
31
|
|
|||
Derivatives not designated as hedging instruments
|
581
|
|
|
618
|
|
|
664
|
|
|||
Total
|
$
|
1,484
|
|
|
$
|
1,750
|
|
|
$
|
1,896
|
|
($ in millions)
|
October 28,
2017 |
|
January 28,
2017 |
|
October 29,
2016 |
||||||
Derivatives designated as cash flow hedges:
|
|
|
|
|
|
||||||
Other current assets
|
$
|
16
|
|
|
$
|
28
|
|
|
$
|
35
|
|
Other long-term assets
|
$
|
4
|
|
|
$
|
16
|
|
|
$
|
13
|
|
Accrued expenses and other current liabilities
|
$
|
11
|
|
|
$
|
10
|
|
|
$
|
26
|
|
Lease incentives and other long-term liabilities
|
$
|
2
|
|
|
$
|
1
|
|
|
$
|
8
|
|
|
|
|
|
|
|
||||||
Derivatives designated as net investment hedges:
|
|
|
|
|
|
||||||
Other current assets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1
|
|
Other long-term assets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Accrued expenses and other current liabilities
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Lease incentives and other long-term liabilities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
||||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||||||
Other current assets
|
$
|
11
|
|
|
$
|
13
|
|
|
$
|
13
|
|
Other long-term assets
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
—
|
|
Accrued expenses and other current liabilities
|
$
|
5
|
|
|
$
|
10
|
|
|
$
|
14
|
|
Lease incentives and other long-term liabilities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
|
|
|
|
|
||||||
Total derivatives in an asset position
|
$
|
31
|
|
|
$
|
58
|
|
|
$
|
62
|
|
Total derivatives in a liability position
|
$
|
20
|
|
|
$
|
21
|
|
|
$
|
49
|
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Derivatives in cash flow hedging relationships:
|
|
|
|
|
|
|
|
||||||||
Gain (loss) recognized in other comprehensive income
|
$
|
25
|
|
|
$
|
43
|
|
|
$
|
(26
|
)
|
|
$
|
(62
|
)
|
Gain (loss) reclassified into cost of goods sold and occupancy expenses
|
$
|
(5
|
)
|
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
15
|
|
Loss reclassified into operating expenses
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
(10
|
)
|
|
|
|
|
|
|
|
|
||||||||
Derivatives in net investment hedging relationships:
|
|
|
|
|
|
|
|
||||||||
Gain (loss) recognized in other comprehensive income
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Gain (loss) recognized in operating expenses
|
$
|
10
|
|
|
$
|
12
|
|
|
$
|
(13
|
)
|
|
$
|
(5
|
)
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ and shares in millions except average per share cost)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Number of shares repurchased (1)
|
3.8
|
|
|
—
|
|
|
12.5
|
|
|
—
|
|
||||
Total cost
|
$
|
100
|
|
|
$
|
—
|
|
|
$
|
300
|
|
|
$
|
—
|
|
Average per share cost including commissions
|
$
|
26.64
|
|
|
$
|
—
|
|
|
$
|
24.21
|
|
|
$
|
—
|
|
(1)
|
Excludes shares withheld to settle employee statutory tax withholding related to the vesting of stock units.
|
($ in millions)
|
Foreign Currency Translation
|
|
Cash Flow Hedges
|
|
Total
|
||||||
Balance at January 28, 2017
|
$
|
29
|
|
|
$
|
25
|
|
|
$
|
54
|
|
13 Weeks Ended April 29, 2017:
|
|
|
|
|
|
||||||
Foreign currency translation
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||
Change in fair value of derivative financial instruments
|
—
|
|
|
—
|
|
|
—
|
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
(4
|
)
|
|
(4
|
)
|
|||
Other comprehensive loss, net of tax
|
(4
|
)
|
|
(4
|
)
|
|
(8
|
)
|
|||
Balance at April 29, 2017
|
25
|
|
|
21
|
|
|
46
|
|
|||
13 Weeks Ended July 29, 2017:
|
|
|
|
|
|
||||||
Foreign currency translation
|
21
|
|
|
—
|
|
|
21
|
|
|||
Change in fair value of derivative financial instruments
|
—
|
|
|
(43
|
)
|
|
(43
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
Other comprehensive income (loss), net of tax
|
21
|
|
|
(44
|
)
|
|
(23
|
)
|
|||
Balance at July 29, 2017
|
46
|
|
|
(23
|
)
|
|
23
|
|
|||
13 Weeks Ended October 28, 2017:
|
|
|
|
|
|
||||||
Foreign currency translation
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
|||
Change in fair value of derivative financial instruments
|
—
|
|
|
23
|
|
|
23
|
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
Other comprehensive income (loss), net of tax
|
(5
|
)
|
|
22
|
|
|
17
|
|
|||
Balance at October 28, 2017
|
$
|
41
|
|
|
$
|
(1
|
)
|
|
$
|
40
|
|
|
|
|
|
|
|
||||||
($ in millions)
|
Foreign Currency Translation
|
|
Cash Flow Hedges
|
|
Total
|
||||||
Balance at January 30, 2016
|
$
|
22
|
|
|
$
|
63
|
|
|
$
|
85
|
|
13 Weeks Ended April 30, 2016:
|
|
|
|
|
|
||||||
Foreign currency translation
|
31
|
|
|
—
|
|
|
31
|
|
|||
Change in fair value of derivative financial instruments
|
—
|
|
|
(89
|
)
|
|
(89
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
|||
Other comprehensive income (loss), net of tax
|
31
|
|
|
(96
|
)
|
|
(65
|
)
|
|||
Balance at April 30, 2016
|
53
|
|
|
(33
|
)
|
|
20
|
|
|||
13 Weeks Ended July 30, 2016:
|
|
|
|
|
|
||||||
Foreign currency translation
|
(22
|
)
|
|
—
|
|
|
(22
|
)
|
|||
Change in fair value of derivative financial instruments
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
8
|
|
|
8
|
|
|||
Other comprehensive income (loss), net of tax
|
(22
|
)
|
|
1
|
|
|
(21
|
)
|
|||
Balance at July 30, 2016
|
31
|
|
|
(32
|
)
|
|
(1
|
)
|
|||
13 Weeks Ended October 29, 2016:
|
|
|
|
|
|
||||||
Foreign currency translation
|
(10
|
)
|
|
—
|
|
|
(10
|
)
|
|||
Change in fair value of derivative financial instruments
|
—
|
|
|
39
|
|
|
39
|
|
|||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other comprehensive income (loss), net of tax
|
(10
|
)
|
|
39
|
|
|
29
|
|
|||
Balance at October 29, 2016
|
$
|
21
|
|
|
$
|
7
|
|
|
$
|
28
|
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Stock units
|
$
|
14
|
|
|
$
|
14
|
|
|
$
|
47
|
|
|
$
|
43
|
|
Stock options
|
3
|
|
|
4
|
|
|
10
|
|
|
9
|
|
||||
Employee stock purchase plan
|
1
|
|
|
1
|
|
|
3
|
|
|
3
|
|
||||
Share-based compensation expense
|
18
|
|
|
19
|
|
|
60
|
|
|
55
|
|
||||
Less: Income tax benefit
|
(7
|
)
|
|
(8
|
)
|
|
(23
|
)
|
|
(25
|
)
|
||||
Share-based compensation expense, net of tax
|
$
|
11
|
|
|
$
|
11
|
|
|
$
|
37
|
|
|
$
|
30
|
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||
(shares in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||
Weighted-average number of shares - basic
|
391
|
|
|
399
|
|
|
395
|
|
|
398
|
|
Common stock equivalents
|
2
|
|
|
1
|
|
|
2
|
|
|
2
|
|
Weighted-average number of shares - diluted
|
393
|
|
|
400
|
|
|
397
|
|
|
400
|
|
($ in millions)
|
|
Gap Global
|
|
Old Navy Global
|
|
Banana
Republic Global
|
|
Other (2)
|
|
Total
|
|
Percentage of Net Sales
|
|||||||||||
13 Weeks Ended October 28, 2017
|
|
|
|
|
|
|
|||||||||||||||||
U.S. (1)
|
|
$
|
750
|
|
|
$
|
1,587
|
|
|
$
|
467
|
|
|
$
|
200
|
|
|
$
|
3,004
|
|
|
79
|
%
|
Canada
|
|
109
|
|
|
143
|
|
|
57
|
|
|
1
|
|
|
310
|
|
|
8
|
|
|||||
Europe
|
|
154
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
158
|
|
|
4
|
|
|||||
Asia
|
|
278
|
|
|
13
|
|
|
21
|
|
|
—
|
|
|
312
|
|
|
8
|
|
|||||
Other regions
|
|
31
|
|
|
15
|
|
|
8
|
|
|
—
|
|
|
54
|
|
|
1
|
|
|||||
Total
|
|
$
|
1,322
|
|
|
$
|
1,758
|
|
|
$
|
557
|
|
|
$
|
201
|
|
|
$
|
3,838
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
($ in millions)
|
|
Gap Global
|
|
Old Navy Global
|
|
Banana
Republic Global
|
|
Other (3)
|
|
Total
|
|
Percentage of Net Sales
|
|||||||||||
13 Weeks Ended October 29, 2016
|
|
|
|
|
|
|
|||||||||||||||||
U.S. (1)
|
|
$
|
756
|
|
|
$
|
1,507
|
|
|
$
|
479
|
|
|
$
|
172
|
|
|
$
|
2,914
|
|
|
77
|
%
|
Canada
|
|
102
|
|
|
131
|
|
|
55
|
|
|
1
|
|
|
289
|
|
|
8
|
|
|||||
Europe
|
|
150
|
|
|
—
|
|
|
14
|
|
|
—
|
|
|
164
|
|
|
4
|
|
|||||
Asia
|
|
296
|
|
|
55
|
|
|
25
|
|
|
—
|
|
|
376
|
|
|
10
|
|
|||||
Other regions
|
|
36
|
|
|
12
|
|
|
7
|
|
|
—
|
|
|
55
|
|
|
1
|
|
|||||
Total
|
|
$
|
1,340
|
|
|
$
|
1,705
|
|
|
$
|
580
|
|
|
$
|
173
|
|
|
$
|
3,798
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
($ in millions)
|
|
Gap Global
|
|
Old Navy Global
|
|
Banana
Republic Global
|
|
Other (2)
|
|
Total
|
|
Percentage of Net Sales
|
|||||||||||
39 Weeks Ended October 28, 2017
|
|
|
|
|
|
|
|||||||||||||||||
U.S. (1)
|
|
$
|
2,137
|
|
|
$
|
4,609
|
|
|
$
|
1,396
|
|
|
$
|
633
|
|
|
$
|
8,775
|
|
|
79
|
%
|
Canada
|
|
277
|
|
|
387
|
|
|
156
|
|
|
2
|
|
|
822
|
|
|
8
|
|
|||||
Europe
|
|
435
|
|
|
—
|
|
|
11
|
|
|
—
|
|
|
446
|
|
|
4
|
|
|||||
Asia
|
|
780
|
|
|
34
|
|
|
69
|
|
|
—
|
|
|
883
|
|
|
8
|
|
|||||
Other regions
|
|
83
|
|
|
47
|
|
|
21
|
|
|
—
|
|
|
151
|
|
|
1
|
|
|||||
Total
|
|
$
|
3,712
|
|
|
$
|
5,077
|
|
|
$
|
1,653
|
|
|
$
|
635
|
|
|
$
|
11,077
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
($ in millions)
|
|
Gap Global
|
|
Old Navy Global
|
|
Banana
Republic Global
|
|
Other (3)
|
|
Total
|
|
Percentage of Net Sales
|
|||||||||||
39 Weeks Ended October 29, 2016
|
|
|
|
|
|
|
|||||||||||||||||
U.S. (1)
|
|
$
|
2,203
|
|
|
$
|
4,335
|
|
|
$
|
1,456
|
|
|
$
|
550
|
|
|
$
|
8,544
|
|
|
77
|
%
|
Canada
|
|
264
|
|
|
358
|
|
|
159
|
|
|
2
|
|
|
783
|
|
|
7
|
|
|||||
Europe
|
|
453
|
|
|
—
|
|
|
45
|
|
|
—
|
|
|
498
|
|
|
5
|
|
|||||
Asia
|
|
856
|
|
|
171
|
|
|
80
|
|
|
—
|
|
|
1,107
|
|
|
10
|
|
|||||
Other regions
|
|
100
|
|
|
32
|
|
|
23
|
|
|
—
|
|
|
155
|
|
|
1
|
|
|||||
Total
|
|
$
|
3,876
|
|
|
$
|
4,896
|
|
|
$
|
1,763
|
|
|
$
|
552
|
|
|
$
|
11,087
|
|
|
100
|
%
|
(1)
|
U.S. includes the United States, Puerto Rico, and Guam.
|
(2)
|
Includes Athleta, Intermix, and Weddington Way.
|
(3)
|
Includes Athleta and Intermix.
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations.
|
•
|
Net sales for the
third quarter of fiscal 2017
increased 1 percent compared with the
third quarter of fiscal 2016
.
|
•
|
Comparable sales for the
third quarter of fiscal 2017
increased 3 percent compared with a 3 percent decrease for the
third quarter of fiscal 2016
, which included an estimated negative impact from the Fishkill fire of approximately 2 percentage points.
|
•
|
Gross profit for the
third quarter of fiscal 2017
and
fiscal 2016
were $1.5 billion. Gross margin for the
third quarter of fiscal 2017
was 39.7 percent compared with 39.3 percent for the
third quarter of fiscal 2016
.
|
•
|
Operating margin for the
third quarter of fiscal 2017
was
9.8 percent
compared with
10.2 percent
for the
third quarter of fiscal 2016
.
|
•
|
Net income for the
third quarter of fiscal 2017
was
$229 million
compared with
$204 million
for the
third quarter of fiscal 2016
.
|
•
|
Diluted earnings per share was
$0.58
for the
third quarter of fiscal 2017
compared with
$0.51
for the
third quarter of fiscal 2016
. Diluted earnings per share for the
third quarter of fiscal 2016
included about a $0.09 impact of restructuring costs incurred in the
third quarter of fiscal 2016
.
|
•
|
During the
first three quarters of fiscal 2017
, we distributed
$572 million
to shareholders through share repurchases and dividends.
|
•
|
offering product that is consistently brand-appropriate and on-trend with high customer acceptance, with a focus on expanding our advantage in loyalty categories;
|
•
|
investing in digital and customer capabilities to support growth;
|
•
|
creating a unique and differentiated customer experience that builds loyalty, with focus on both the physical and digital expressions of our brands;
|
•
|
attracting and retaining great talent in our businesses and functions; and
|
•
|
leveraging our scale to improve the effectiveness and efficiency of our processes.
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||
Gap Global
|
1
|
%
|
|
(8
|
)%
|
|
(1
|
)%
|
|
(5
|
)%
|
Old Navy Global
|
4
|
%
|
|
3
|
%
|
|
5
|
%
|
|
(1
|
)%
|
Banana Republic Global
|
(1
|
)%
|
|
(8
|
)%
|
|
(4
|
)%
|
|
(9
|
)%
|
The Gap, Inc.
|
3
|
%
|
|
(3
|
)%
|
|
2
|
%
|
|
(3
|
)%
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
|||||||||||
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
|||||||
Net sales per average square foot (1)
|
$
|
82
|
|
|
$
|
81
|
|
|
242
|
|
|
$
|
240
|
|
(1)
|
Excludes net sales associated with our online and franchise businesses.
|
|
January 28, 2017
|
|
39 Weeks Ended October 28, 2017
|
|
October 28, 2017
|
|||||||||
|
Number of
Store Locations
|
|
Number of
Stores Opened
|
|
Number of
Stores Closed
|
|
Number of
Store Locations
|
|
Square Footage
(in millions)
|
|||||
Gap North America
|
844
|
|
|
6
|
|
|
15
|
|
|
835
|
|
|
8.6
|
|
Gap Asia
|
311
|
|
|
24
|
|
|
26
|
|
|
309
|
|
|
3.0
|
|
Gap Europe
|
164
|
|
|
2
|
|
|
9
|
|
|
157
|
|
|
1.3
|
|
Old Navy North America
|
1,043
|
|
|
20
|
|
|
6
|
|
|
1,057
|
|
|
17.6
|
|
Old Navy Asia
|
13
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
0.2
|
|
Banana Republic North America
|
601
|
|
|
4
|
|
|
9
|
|
|
596
|
|
|
5.0
|
|
Banana Republic Asia
|
48
|
|
|
1
|
|
|
1
|
|
|
48
|
|
|
0.2
|
|
Banana Republic Europe
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
Athleta North America
|
132
|
|
|
8
|
|
|
—
|
|
|
140
|
|
|
0.6
|
|
Intermix North America
|
43
|
|
|
—
|
|
|
5
|
|
|
38
|
|
|
0.1
|
|
Company-operated stores total
|
3,200
|
|
|
65
|
|
|
72
|
|
|
3,193
|
|
|
36.6
|
|
Franchise
|
459
|
|
|
31
|
|
|
44
|
|
|
446
|
|
|
N/A
|
|
Total
|
3,659
|
|
|
96
|
|
|
116
|
|
|
3,639
|
|
|
36.6
|
|
Decrease over prior year
|
|
|
|
|
|
|
(2.8
|
)%
|
|
(2.9
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|
|||||
|
January 30, 2016
|
|
39 Weeks Ended October 29, 2016
|
|
October 29, 2016
|
|||||||||
|
Number of
Store Locations
|
|
Number of
Stores Opened
|
|
Number of
Stores Closed
|
|
Number of
Store Locations
|
|
Square Footage
(in millions)
|
|||||
Gap North America
|
866
|
|
|
11
|
|
|
19
|
|
|
858
|
|
|
9.0
|
|
Gap Asia
|
305
|
|
|
18
|
|
|
8
|
|
|
315
|
|
|
3.0
|
|
Gap Europe
|
175
|
|
|
1
|
|
|
10
|
|
|
166
|
|
|
1.4
|
|
Old Navy North America
|
1,030
|
|
|
19
|
|
|
10
|
|
|
1,039
|
|
|
17.4
|
|
Old Navy Asia
|
65
|
|
|
5
|
|
|
10
|
|
|
60
|
|
|
0.9
|
|
Banana Republic North America
|
612
|
|
|
7
|
|
|
7
|
|
|
612
|
|
|
5.1
|
|
Banana Republic Asia
|
51
|
|
|
—
|
|
|
2
|
|
|
49
|
|
|
0.2
|
|
Banana Republic Europe
|
10
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
0.1
|
|
Athleta North America
|
120
|
|
|
10
|
|
|
—
|
|
|
130
|
|
|
0.5
|
|
Intermix North America
|
41
|
|
|
2
|
|
|
1
|
|
|
42
|
|
|
0.1
|
|
Company-operated stores total
|
3,275
|
|
|
73
|
|
|
67
|
|
|
3,281
|
|
|
37.7
|
|
Franchise
|
446
|
|
|
52
|
|
|
37
|
|
|
461
|
|
|
N/A
|
|
Total
|
3,721
|
|
|
125
|
|
|
104
|
|
|
3,742
|
|
|
37.7
|
|
Decrease over prior year
|
|
|
|
|
|
|
(1.4
|
)%
|
|
(2.3
|
)%
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Cost of goods sold and occupancy expenses
|
$
|
2,313
|
|
|
$
|
2,305
|
|
|
$
|
6,770
|
|
|
$
|
6,948
|
|
Gross profit
|
$
|
1,525
|
|
|
$
|
1,493
|
|
|
$
|
4,307
|
|
|
$
|
4,139
|
|
Cost of goods sold and occupancy expenses as a percentage of net sales
|
60.3
|
%
|
|
60.7
|
%
|
|
61.1
|
%
|
|
62.7
|
%
|
||||
Gross margin
|
39.7
|
%
|
|
39.3
|
%
|
|
38.9
|
%
|
|
37.3
|
%
|
•
|
Cost of goods sold was flat as a percentage of net sales in the
third quarter of fiscal 2017
compared with the
third quarter of fiscal 2016
, primarily driven by improved average selling price per unit at Old Navy and Banana Republic, offset by higher average unit cost at all global brands.
|
•
|
Occupancy expenses decreased
0.4 percent as a percentage of net sales in the
third quarter of fiscal 2017
compared with the
third quarter of fiscal 2016
, primarily driven by an increase in online sales without a corresponding increase in occupancy expenses and the closure of international stores in fiscal 2016, partially offset by real estate expenses for new stores at the Times Square, New York location for Gap and Old Navy.
|
•
|
Cost of goods sold decreased
1.2 percent as a percentage of net sales during the
first three quarters of fiscal 2017
compared with the
first three quarters of fiscal 2016
, primarily driven by higher margins achieved as a result of improved average selling price per unit at all global brands, partially offset by higher average unit cost at all global brands.
|
•
|
Occupancy expenses decreased
0.4 percent as a percentage of net sales during the
first three quarters of fiscal 2017
compared with the
first three quarters of fiscal 2016
, primarily driven by an increase in online sales without a corresponding increase in occupancy expenses and the closure of international stores in fiscal 2016, partially offset by real estate expenses incurred for new stores at the Times Square, New York location for Gap and Old Navy.
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Operating expenses
|
$
|
1,147
|
|
|
$
|
1,104
|
|
|
$
|
3,224
|
|
|
$
|
3,249
|
|
Operating expenses as a percentage of net sales
|
29.9
|
%
|
|
29.1
|
%
|
|
29.1
|
%
|
|
29.3
|
%
|
||||
Operating margin
|
9.8
|
%
|
|
10.2
|
%
|
|
9.8
|
%
|
|
8.0
|
%
|
•
|
an increase in payroll-related expenses primarily driven by an increase in bonus expense; and
|
•
|
an increase in marketing and investments in digital and customer initiatives; partially offset by
|
•
|
$36 million of restructuring costs incurred in the third quarter of fiscal 2016; and
|
•
|
a decrease of $27 million of store asset impairment charges unrelated to restructuring activities.
|
•
|
$171 million of restructuring costs incurred during the first three quarters of fiscal 2016;
|
•
|
a gain from insurance proceeds of $64 million related to the Fishkill fire recorded in the second quarter of fiscal 2017; and
|
•
|
a decrease of $18 million of store asset impairment charges unrelated to restructuring activities; partially offset by
|
•
|
an increase in payroll-related expenses primarily driven by an increase in bonus expense; and
|
•
|
an increase in marketing and investments in digital and customer initiatives.
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Interest expense
|
$
|
18
|
|
|
$
|
20
|
|
|
$
|
53
|
|
|
$
|
57
|
|
|
13 Weeks Ended
|
|
39 Weeks Ended
|
||||||||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
|
October 28,
2017 |
|
October 29,
2016 |
||||||||
Income taxes
|
$
|
135
|
|
|
$
|
168
|
|
|
$
|
398
|
|
|
$
|
383
|
|
Effective tax rate
|
37.1
|
%
|
|
45.2
|
%
|
|
38.2
|
%
|
|
45.6
|
%
|
•
|
an increase of $187 million in net income.
|
•
|
a decrease of $72 million related to store asset impairment charges during the first three quarters of fiscal 2017 compared with the first three quarters of fiscal 2016 primarily due to restructuring activities in fiscal 2016.
|
•
|
a decrease of $239 million related to accounts payable primarily due to the timing of lease payments and other non-merchandise payables;
|
•
|
a decrease of $123 million related to merchandise inventory primarily due to the volume and timing of receipts; and
|
•
|
a decrease of $56 million related to accrued expenses and other current liabilities in part due to the timing of severance payments as a result of fiscal 2016 restructuring activities; partially offset by
|
•
|
an increase of $108 million related to income taxes payable, net of prepaid and other tax-related items, primarily due to an increase in taxable income during the first three quarters of fiscal 2017 compared with the first three quarters of fiscal 2016 as well as the timing of tax payments.
|
•
|
$80 million more in property and equipment purchases including purchases related to the rebuilding of the Company’s Fishkill, New York distribution center campus; offset by
|
•
|
$60 million in insurance proceeds allocated to loss on property and equipment during the
first three quarters of fiscal 2017
related to the Fishkill fire compared with no insurance proceeds allocated during the
first three quarters of fiscal 2016
.
|
•
|
$300 million of cash used for repurchases of common stock during the
first three quarters of fiscal 2017
compared with no repurchases of common stock during the
first three quarters of fiscal 2016
; and
|
•
|
$67 million related to the repayment of the Japan Term Loan in full in June 2017.
|
|
39 Weeks Ended
|
||||||
($ in millions)
|
October 28,
2017 |
|
October 29,
2016 |
||||
Net cash provided by operating activities
|
$
|
600
|
|
|
$
|
800
|
|
Less: Purchases of property and equipment
|
(463
|
)
|
|
(383
|
)
|
||
Add: Insurance proceeds related to loss on property and equipment
|
60
|
|
|
—
|
|
||
Free cash flow
|
$
|
197
|
|
|
$
|
417
|
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk.
|
Item 4.
|
Controls and Procedures.
|
Item 1.
|
Legal Proceedings.
|
Item 1A.
|
Risk Factors.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds.
|
|
Total
Number of
Shares
Purchased (1)
|
|
Average
Price Paid
Per Share
Including
Commissions
|
|
Total Number
of Shares
Purchased as
Part of
Publicly
Announced
Plans or
Programs
|
|
Maximum
Number (or
approximate
dollar amount) of
Shares that May
Yet be Purchased
Under the Plans
or Programs (2)
|
||||||
Month #1 (July 30 - August 26)
|
539,800
|
|
|
$
|
23.15
|
|
|
539,800
|
|
|
$
|
788
|
million
|
Month #2 (August 27 - September 30)
|
2,249,992
|
|
|
$
|
26.66
|
|
|
2,249,992
|
|
|
$
|
728
|
million
|
Month #3 (October 1 - October 28)
|
963,538
|
|
|
$
|
28.57
|
|
|
963,538
|
|
|
$
|
700
|
million
|
Total
|
3,753,330
|
|
|
$
|
26.64
|
|
|
3,753,330
|
|
|
|
(1)
|
Excludes shares withheld to settle employee statutory tax withholding related to the vesting of stock units.
|
(2)
|
On February 25, 2016, we announced that the Board of Directors approved a $1 billion share repurchase authorization, which has no expiration date.
|
Item 6.
|
Exhibits.
|
10.1
|
|
Agreement with Shawn Curran dated September 29, 2017 and confirmed on October 5, 2017. (1)
|
31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer of The Gap, Inc. (Section 302 of the Sarbanes-Oxley Act of 2002). (1)
|
31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer of The Gap, Inc. (Section 302 of the Sarbanes-Oxley Act of 2002). (1)
|
32.1
|
|
Certification of the Chief Executive Officer of The Gap, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
|
32.2
|
|
Certification of the Chief Financial Officer of The Gap, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
|
101
|
|
The following materials from The Gap, Inc.’s Quarterly Report on Form 10-Q for the quarter ended October 28, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements. (1)
|
(1)
|
Filed herewith.
|
(2)
|
Furnished herewith.
|
|
|
THE GAP, INC.
|
|
|
|
|
|
Date:
|
November 22, 2017
|
By
|
/s/ Arthur Peck
|
|
|
|
Arthur Peck
|
|
|
|
Chief Executive Officer
|
|
|
|
|
Date:
|
November 22, 2017
|
By
|
/s/ Teri List-Stoll
|
|
|
|
Teri List-Stoll
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
|
Agreement with Shawn Curran dated September 29, 2017 and confirmed on October 5, 2017. (1)
|
|
|
Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer of The Gap, Inc. (Section 302 of the Sarbanes-Oxley Act of 2002). (1)
|
|
|
Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer of The Gap, Inc. (Section 302 of the Sarbanes-Oxley Act of 2002). (1)
|
|
|
Certification of the Chief Executive Officer of The Gap, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
|
|
|
Certification of the Chief Financial Officer of The Gap, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (2)
|
|
101
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The following materials from The Gap, Inc.’s Quarterly Report on Form 10-Q for the quarter ended October 28, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements. (1)
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(1)
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Filed herewith.
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(2)
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Furnished herewith.
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1 Year Gap Chart |
1 Month Gap Chart |
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